am i a loser? *please answer!*?

okay guys...i am 12 years old and i thought i had a wonderful life. i was smart, skinny and beautiful and had lots of friends and was nice. my best friend was 2 years older than me and we did everything together.and i was a good influence on her.however, she wasn't very (school) smart, and she turned out to have a depression problem and became emo. then she became boy crazy and started to do things she regretted.she also became anorexic.she saw a phciatrist and is better.now shes starting high school and she started colorguard and is very good at it and she is also very slim and beautiful and now is single and doesnt want anything to do with guys for now. so was in a bad place and she has been working her way up to acheive a higher satus in life. and im very very happy that she has turned around and is a better person now. the only thing is, is that now she has the spotlight. she is gorgeous.shes slim. and every one is sooo proud of her for turning around. she now makes good grades. shes popular. shes amazing at colorguard and is the captian.

but then there's me. im at that awkward age where my weight is fluxuting and ive gained a little. i got braces, which look tacky. i now have acne.i got glasses. im not on any sports team or anything. im still smart, but i just feel really bad. and she has started hanging out with all the preps, and doesnt really talk to me anymore. we dont even go to the same school anymore. even though she still lives right next to me, we faded. and now im just lonely and confused. could someone please help me boost my confidence and tell me ways to become better myself?? or to make new friends?? i just had the most wonderful times with her, but now there gone. is there any advice someone can give me, to help me heal from my lost friendship?? even some was for me to become more popular??or help my image?please help me?

thanks.

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